Spider of Lyoko
by Spidey108
Summary: Challenge from UltimateLyokoWarrior. What if instead of dying Spider-Man ended up in the Lyoko universe deaged to thirteen? What adventures will he have? How will he react to Xana? Find out here! Rated T for now!
1. Chapter 1: Death is a New Beginning

_**Chapter 1: Death is a new beginning**_

Peter Parker, a sixteen year old brunette boy wearing red and blue spandex with web designs on them, gritted his teeth in pain as he kicked Vulture back in front of his house in Queens, while trying to stop the bleeding from the bullet wound in his side. "Hold still brat!" Vulture snarled as his accomplices were getting up. Thankfully Goblin stayed down from his fight with Iceman and Torch, who were also unconscious, due to the fight with Sandman and Electro.

"Tch, right." Peter chuckled morbidly. "Like that'll happen beaky!" With that he shot Vulture in the face with webbing making the old man fly off course, before dodging a fist courtesy of the Sandman who was using the terrain to his advantage while Electro was trying to fry him.

"Do you think you can win bug boy?" Electro asked as he kept shooting electricity at him. "There are four of us and only one of you."

"It's arachnid light bulb!" Peter told him as he ducked causing Electro to hit Vulture. "If you're going to insult me at least get it right."

Since Vulture was down Peter moved his way through Sandman's attacks when Kraven lunged at him in his mutated animal form only for Peter to lean back and kick him in the air but that movement tore the webbing causing Peter's side to bleed again.

'_Damnit, I'm losing a lot of blood here._' Peter thought feeling light headed before Sandman slammed him into the concrete causing him to cough up blood. '_I-I might not make it out of here alive._'

"You're not so tough now are you bug boy?" Sandman asked as he hit Peter again before he fell to the ground in exhaustion.

"Let me finish him." Electro raised his hand and was about to fry him when a gunshot went off in the air and a bullet pierced Electro causing his energy to explode knocking Sandman and Kraven out before Peter saw that it was his Aunt May, an elderly woman with white hair, holding a gun.

"Peter, oh god." May rushed to him as he smiled thinking it was over before his Spider-Sense went off as Green Goblin stood up with a roar.

"Aunt May, run!" Peter told her as he pushed her away barely getting out of the way of the claws of the Goblin. "Come on Gobby! Let's finish this once and for all!"

"Yes." Goblin snarled getting ready. "Let's."

Goblin rushed at Peter as he ducked and weaved the strikes before shooting webs at him but the Goblin quickly remedied that by grabbing Peter's arms crushing the web shooters so Peter kicked him back.

"Why?" Peter asked as he kept hitting Goblin. "Why are you doing this?! You think that after you kill me things will go back to normal?" He asked as he punched Goblin's face drawing blood. "You think your multi-million dollar empire will magically resurface?" Ducking Goblin's fireball attack, he kicked Gobby in the chest. "You think your son will magically come back from the dead?!" Trying to shut Peter up Goblin went to slice his gut open, but Peter head-butted him. "You think your hair will magically come back in style?" He joked with that last one as he panted heavily, his wound overflowing with blood.

"But you'll be dead." Goblin said with an evil smirk.

Peter nodded. "Yeah there's that." He was too exhausted to move as the Goblin was about to deliver the finishing blow when a semi-truck rammed into him and it was driven by none other than his beautiful red headed girlfriend Mary Jane Watson. "MJ?"

"Peter!" MJ rushed out of it and hugged him. "We need to get you to the Hospital-."

Feeling his Spider Sense going off yet again Peter interrupted MJ with a kiss before throwing her out of the way as he picked up the Semi-truck and slammed it onto Goblin. "I'm not letting you hurt anyone else Osborn!" He slammed it a total of three times before the engine exploded knocking him back towards his front yard where he laid there breathing slowly.

The Goblin was dead… Doc Ock was killed by Goblin an hour ago… Electro was killed by Aunt May and the rest of the Six were unconscious waiting for SHIELD to pick them up… He won… Even at the cost of his life he stopped them from killing Johnny, Bobby, MJ, Gwen and Aunt May.

"I did it." Peter weakly said as Aunt May came into his view.

"Peter, stay with me!" May pleaded. "An Ambulance is on its way, please focus on me!"

"Aunt May I did it." Peter smiled at her with blood dripping out of his lip. "I stopped them from killing you."

"Oh God." Torch and Iceman just woke up to see Peter's state and they were rushing to him as were Gwen and MJ. "Peter, you can't die!" Torch said as he tried to put pressure on his wound. "Bobby, freeze his wounds up."

"I'm trying!" Iceman said as he had tears streaming down his face at the thought of losing yet another friend.

"D-Don't bother." Peter said as he coughed. "I already lost too much blood."

"Don't talk like that!" MJ snapped trying to take her jacket off to help Johnny. "We're not giving up on you!"

"Please don't die." Gwen cried out as she tried to help May calm down.

Peter smiled despite the light-headiness. "But I did it, I stopped them… I… stopped… them." Peter's head fell to the side as his eyes closed.

"Peter? **PETER!**" May screamed in horror as she tried to wake her nephew up to no avail while everyone was gathered around them in a silent vigil for Peter Parker… For Spider-Man.

'_Being dead hurts…_' That was what Peter thought as he saw nothing but darkness. "I don't get it." He finally said. "Shouldn't I be unaware that I died? Is this what death is like?"

"No it isn't." Peter blinked when someone answered him.

"Uh who's there?" He admits that the voice sounded familiar but he wasn't expecting anyone to answer him here before he felt himself land on a floor and he didn't feel any pain.

"You have questions Spider-Man but right now your wounds are healed." Sitting up Peter saw a web that held what looked like different versions of him and he's seen it before which meant.

"Madame Web?" Peter turned to see an old woman wearing a red uniform with a white spider emblem on it and she had a red sash covering her eyes.

"It seems you remember me." Madame Web sounded amused to which Peter snorted.

"It's not hard to forget a woman who had me work with three different versions of me when a villain wearing a fishbowl of all things nearly destroyed the multiverse." Peter joked remembering teaming up with the older and less cool versions of him. "But why am I here?"

"To be reborn." Madame Web told him.

"Reborn?" Peter looked hopeful. "So I can go back?"

"No you can't."

"Wait, what?" Peter took a step back in shock. "What do you mean that I can't go back?"

"Peter, it's been many months since you died and you were in limbo before you fully healed." Web explained as she waved her hand to show a version of him in a black suit with red web lines. "This is your reality after you died."

"What?!" Peter looked shocked and appalled. "I-I was replaced?!"

"Miles Morales a boy who blames himself for not saving you." Web showed his history of when he was bit and how he was scared to use his powers because of how his Dad viewed heroes. "He took up your mantle in honor of your memory because he believed that your home needed a Spider-Man."

"So I can't go back?" Peter clenched his fists. "All because someone else is Spider-Man?! What kind of compromise is that?"

"I saved you from death to send you to a different world." Web told him sternly. "One that needs both Peter Parker and Spider-Man."

"Well forget it!" Peter told her. "I'm done being Spider-Man! All I want is either to go back to Aunt May and MJ or to just rest in peace! I did my time."

"This is not up for debate-." Web tried to say only for Peter to explode.

"**UP FOR DEBATE?!**" He roared in anger as he pointed a shaking finger at her. "**HOW THE HELL IS IT NOT UP FOR DEBATE? I FREAKING DIED ALREADY! SO WHY THE HELL CAN'T I BE LEFT ALONE?!**"

"Spider-Man-."

"Peter."

Web sighed. "Peter than, this world needs a hero, you are needed there." She then gave him a pointed look. "Are you going to let millions of innocent people down?"

"Don't play that card on me!" Peter warned her. "I don't even know these people! This isn't my reality that you're sending me to so why should I care?"

"With Great Power-."

Peter sighed. "Comes Great Responsibility." He finished defeated. "Is that a sacred rule among the Spider-Men of the Multiverse or something?"

Web nodded before waving her hand and Peter felt weird as symbols and words appeared in his head causing him to grimace in pain. "You can now speak French fluently." Web explained.

"French?" Peter asked before he realized that his voice was different so he looked in a nearby mirror to see that he was thirteen again. "**WHAT THE HELL?!**"

"It is needed for you to blend in." Web calmly explained. "You are going to be living in Sceaux, France in Kadic Academy. I already have you signed up for it; you just need to show this to the Headmaster of the school."

A certificate appeared in his hand.

"I wish you luck Peter Parker." With that Peter blacked out.

**To Be Continued…**

** So what do you think? Should I continue this? Review soon!**


	2. Chapter 2: Xana Awakens Part 1

_**Chapter 2: Xana Awakens Part 1**_

Peter groggily opened his eyes to find himself on a bus. '_Great, so it wasn't a dream._' He thought bitterly before looking down to see himself wearing a light blue long sleeve shirt and black pants so he opened his backpack to see a repaired Spider-Man costume and web shooters. '_Oh hell no._' Peter thought angrily at seeing them.

He couldn't get rid of them without drawing attention right now so he waited patiently for the bus to stop before he saw a school building so he looked at the paper to see that Kadic Academy was a boarding school in Sceaux, France.

"Great I'm going to be with a bunch of rich snobs." Peter muttered before he thought about it. "Then again, I am one of said snobs since I'm here."

Shrugging he got off the bus and looked around to find an office so he could go ahead and register. He may as well get his room since he was here and all.

Turns out it was harder to find the main office than he thought as he walked through the school. '_Next time web, insert a map of the place I'm going to._' Deciding to open a random door Peter was pleasantly surprised when he saw that he got to the office.

Principal Jean Pierre Delmas, a man in a brown business suit with grey hair on his head and a grey beard that connected with his mustache, was busy with paperwork before someone knocked on his office door which confused him because he wasn't expecting anyone. "Er, come in." He said hoping that it wasn't a student that was caught skipping.

Peter walked in with the paper. "Hello." Peter said in a polite voice. "I'm Peter Parker, the new student here?"

After a few seconds recognition appeared in Delmas eyes. "Ah yes Mr. Parker… You're a few days early." He said as he shuffled through the papers on his desk before pulling up the file he got on him. "Your guardian Cassandra Webb told me you wouldn't be here for days."

On hearing that, Peter mentally grimaced. '_Guardian?_' But he forced a smile. "I was lucky to be able to get here on time." He lied easily.

Delmas nodded before looking through his file. "A straight-A student from New York? You have a good file Mr. Parker, welcome to Kadic Academy." He held out his hand.

"Thank you sir." Peter took the hand trying to control his strength because being thirteen again he needs to relearn how to move and hold back.

"Just look for Jim Morales to lead you to your room and you'll start class tomorrow." Delmas said as he gave Peter his room number before he left the office.

'_Hm… Nice guy._' Peter thought as he left the office and wandered around the school trying to find the dorms only to walk right into someone.

"Sorry." Peter said as he saw that it was a man in a red sweatshirt with brown hair a headband and a bandage on his face.

"Why aren't you in class?" The man asked sharply and Peter knew that this man looks out for kids playing hooky.

"I'm Peter Parker, the new kid." Peter said dryly. "I'm just looking for the Dorms."

The man chuckled sheepishly. "Sorry, it's been hectic catching kids skipping lately, I'm Jim Morales."

'_So this is the guy to show me around._' Peter realized. "It's nice to meet you Mr. Morales."

"Just call me Jim." Jim said as he pointed to a nearby building. "The Dorm is in there, do you have your room number?"

Peter nodded. "Yes sir." With that he headed to his room to see that he didn't have a roommate, to which he was thankful for, so he unpacked before bringing the Spider-Man uniform out and looking at it, wanting to tear it apart because ever since he put on that costume he had nothing but bad luck… But something was telling him not to and after a while Peter sighed. "I'll just bury it under my clothes."

After that Peter looked at the web shooters and was surprised to see that they were the upgraded ones that Tony made for his birthday. "At least I have these." He's been itching to take it apart to find out how it worked because it was so much different than his was.

So he got to work and before he knew it the first day was gone.

* * *

In a nearby factory a twelve year old blonde haired boy, wearing a blue turtleneck and glasses, was looking for mechanical parts, when he went deeper into the factory to find what looked like a computer. "What have we here?" The kid muttered as he sat in the chair to find it comfortable so he cracked his knuckles ready to turn on the computer, only to find that the power source was off. "Of course it is."

Shaking his head the kid went deeper to find a massive machine that had to be the power source so being curious he turned it on. "I hope that I won't regret this in a minute." He muttered before he went back up to the computer.

What he found was amazing as he looked into it to see what looked like a virtual world called Lyoko and a screen opened up to show a virtual pink haired girl wearing what looked like a light pink-and-white mini skirt and a matching top that go over trousers and a long shirt that are both off-white, and matching shoes. She also had elf-like ears, with a small dangle earring in the left one.

"What's all this?" The kid asked in astonishment. "A video game?"

The virtual girl blinked and looked around in shock before focusing in on the kid. "W-Who are you? Where am I?" She asked tilting her head curiously as she looked at the kid.

"**HUH?!**" The last thing that the kid was expecting was for her to interact with him.

* * *

Around the same time that the kid turned on the Supercomputer, Peter's spider sense went haywire waking him up as he screamed in pain, clutching his head and after a few agonizing seconds it calmed down but it was still buzzing.

"What the hell?" Peter got out as he stumbled out of bed and into the bathroom only to retch in the toilet. "The last time my spider sense went off like that was…" '_When Ultimatum happened._'

As he calmed down Peter exited the bathroom and looked out the window of his dorm room to see nothing wrong. '_What caused it to go off?_'

After a while his spider sense stopped buzzing completely, but Peter was wide awake and alert knowing that something happened that would put many people in danger. '_Even in another universe I can't catch a break._' Peter chuckled humorlessly. '_The good ol' Parker Luck strikes again._'

Deciding that he wasn't going to be getting any sleep Peter decided to look into the web shooters more.

Early the next morning Peter was in his new class yawning as the bell rang trying desperately not to fall asleep, while behind him two kids were getting to know each other.

"Is your name Ulrich Stern?" A brown haired boy, wearing a light green shirt with a vest over it and cargo pants, turned only to raise an eyebrow to see a blonde haired kid that had an unhealthy obsession with purple since wore nothing but that color, hell he even had a purple spot in his hair.

"That depends, who wants to know?" The kid named Ulrich asked sharply.

"Odd Della Robbia!" The purple kid slid next to him with a cheesy grin, not minding his personal space. "His brand new roommate!"

"What?" Ulrich asked in suppressed annoyance. A roommate was not something he was expecting, or looking forward to.

"I'm new in town and the principal told me to move in with you." Odd explained with a yawn.

Ulrich snorted. "Latch onto me is more like it." He deadpanned.

Odd held a hand up as a sign of peace. "Relax." He said still smiling. "I'm totally cool; you won't even know that I'm there."

"I sure hope so." Ulrich muttered under his breath before giving Odd a glare. "Look we don't exactly go way back, so just for now let's take things nice and slow okay?"

"Okay, nice and slow." Odd promised with a chuckle. "I hear ya loud and clear."

Then a black haired girl, wearing a pink shirt that showed her stomach and some kind of skirt-pants combo, smiled arrogantly before she walked up to Ulrich. "Hi there Ulrich sweetheart." She said flirtatiously. "I have something very important to tell you."

Ulrich rolled his eyes as he suppressed the urge to groan. "Important like you lost your mascara?" He asked sarcastically.

Sadly, the girl didn't catch it. "No, nothing as serious as that." She said with a laugh. "It's something about you and me Ulrich."

'_There is no you and me._' Ulrich thought in annoyance because he's been nice in trying to tell that to her the last few flirting attempts she tried with him. '_What will it take for her to get that?_'

"If you want to know more, than meet me tonight in my dorm at eight, I'm counting on you." With that she walked off while Odd smirked at Ulrich.

"Ulrich? Sweetheart? Who's the good looking babe?" Odd asked with his hands behind his neck as he winked.

Now Ulrich really wanted to groan. "Sissi, she's the Principals daughter, guys flip over her but she only flips over me." He explained to his roommate wondering if he could ask the Principal to put Odd with someone else.

"That must be pretty cool." Odd observed.

"Not really." Ulrich sighed. "She's brain dead and a leech as well."

Sensing a sensitive subject Odd just looked away and crossed his arms. "Then in that case it's pretty lame."

Ulrich smiled a bit that Odd stopped talking about it but he wasn't quiet for long, even after class. So Ulrich was in so much of a hurry that he accidently bumped into another kid.

"Sorry." Ulrich said as he took off with Odd behind him.

"It's fine." Peter muttered as he shook his head. '_I'm used to it anyways._'

Deciding that he was hungry Peter looked around before seeing a Vending Machine in the courtyard but his spirits fell because he didn't have any money whatsoever and he was feeling thankful that the cafeteria food was free for students.

So with a sigh he left not seeing the kid who turned on the computer being electrocuted by the vending machine causing Odd and Ulrich to run and help him.

Deciding to go back to his room Peter was staring at his ceiling bored out of his freaking mind but he was also thinking about home. '_Aunt May… MJ… How are they doing? Madame Web said I was stuck in limbo for a few months so have they moved on? Or are they still mourning?_' Peter shook his head. '_I wish I can see you guys again-._'

A scream cut him off as well as a few loud thumps so Peter sighed in annoyance, knowing that they were coming from across the hall, so he opened his door and banged on the door. "Keep it down will ya?!"

"**HELP!**" Came the answer and Peter's eyes widened when he realized that this person needed help, so he opened the door to see the kid who turned on the computer being attacked by two little robots.

"Hold on!" Peter pulled one off of the kids head before the second one was able to electrocute his leg. "**OW!** Son of a-!" Peter kicked it destroying it completely. "You okay?"

"Yeah I-."

"What's going on here?" Ulrich busted in to see the destroyed robots as well as Peter and the kid. "Jeremy you okay?" Ulrich asked cautiously since he didn't know the situation.

"Yeah my robots just up and attacked me before-." Jeremy looked at Peter who understood what he was asking.

"Peter Parker."

"Jeremy Belpois." Jeremy looked back at Ulrich. "Peter helped me out."

Ulrich nodded. "Thanks Peter." He said as he looked at the robots. "You ever think of changing their settings?"

"I had nothing to do with it!" Jeremy protested. "They just attacked me!"

"Jeremy, robots just don't attack people." Peter said as he eyed them distastefully thinking of Ultron, a robot that the Ultimate's had to deal with.

"You mind explaining?" Ulrich asked.

Jeremy sighed. "No, just forget about it."

"Come on, maybe I can help." Ulrich said with a genuine smile before he made a joke. "I mean what if you get attacked by a hair dryer and Peter's not around to help?"

'_Hair dryer?_' Peter shook his head. '_Really?_'

"Very funny." Jeremy said sarcastically.

"I'm not leaving until you tell me." Ulrich sat in a chair patiently. "What about you Peter?"

"It can't be that bad." Peter said but something in his gut told him to not get involved but he ignored it.

Jeremy sighed. "Fine, what do I have to lose? I'm already in over my head." He muttered before looking up. "It's so crazy."

'_Try being from another universe where you were a vigilante in spandex and we'll talk about crazy._' Peter nearly chuckled at the joke.

But then Jeremy closed the door. "First, tell me if you two can keep a secret."

After an explanation they were heading to the nearby factory. "Let me see if I have this straight." Peter said as they made it to the entrance. "You find a shutdown computer inside of an abandoned factory and you turned it on, not knowing what could've happened?"

"Pretty much." Jeremy said without hesitation.

'_Man he's lucky, because if anyone tried that in my universe they would've either been killed or turned into a metahuman somehow._' Peter thought before they made it to the elevator. '_Why the hell is there an elevator inside of a factory?_'

But when they came to the computer room Peter whistled in astonishment because it looked like something that Tony Stark would've had in his room. "So this is the mega computer that you started up?" Ulrich asked skeptically.

"Uh huh." Jeremy smiled. "It's actually a supercomputer, it's ultra-powerful and while I was examining it I found out that it runs a virtual universe called Lyoko."

Ulrich snorted. "You know what Belpois? This morning's electric shock might've fried your brain." He said in a tone of disbelief. "This things just the control center of the factory that's all."

"Actually, Ulrich is it?" Peter looked at him. "What would it have controlled? We didn't walk by anything that would need to be controlled at all so your theory is faultier than Jeremy's."

"But he's talking about a virtual world Peter!" Ulrich argued. "This doesn't exist."

"Many things shouldn't exist and yet they do." Peter said with a chuckle. "It's easier to accept it rather than argue." '_That's how I dealt with Magic when I learned of it._'

Having enough of the argument Jeremy typed something in the Supercomputer and brought up the virtual girl from earlier. "Oh yeah? Then what's this, a system for painting doors?" He asked sarcastically.

"Hello Jeremy." The girl greeted with a smile making Peter's eyes widened because he's been around an AI before when Tony made Jarvis an AI after he was killed by Black Widow who turned traitor and even he didn't show emotions like this girl, who was now looking a little worried when she saw him and Ulrich, but Ulrich was still in disbelief, because Jeremy could've programmed her to say hi.

"Who's the girl with the Pink Hair?" Ulrich asked curiously. '_Man, Jeremy is going all-out to convince me of this._'

"That's Mia, a form of artificial intelligence who lives on Lyoko." Jeremy explained as he sat down. "After turning this on last night I wanted to find out why she was put there."

'_Last night?_' Peter now eyed the computer warily. '_Could this have set off my spider sense last night?_'

"Don't mess with me." Ulrich shook his head. "You programmed her right?"

"No, I woke up the moment that Jeremy restarted the Supercomputer." Mia explained to Ulrich. "I have no idea who I am or why I'm here either."

Peter kept a look at her facial expressions because he's gotten good at telling when people are lying and she seemed sincere, but this could've been a faked one, because she was an AI so Peter decided to reserve his judgment until he finds out why he was feeling uneasy.

"Mia has to hide in some kind of tower." Jeremy took the explanation from there. "As soon as she leaves it she gets attacked by all sorts of monsters."

"Yeah this does sound like something way over your head." Peter said knowing that if there was a SHIELD in this world this computer would've been destroyed or studied by Reed Richards and Tony Stark to see if it could be used to benefit mankind.

"What if it's just some kind of giant videogame?" Ulrich asked still in disbelief.

"Really?" Peter gave Ulrich a look. "A videogame? Who would spend their time to create a videogame like this?" '_… A few people actually and I know that both Johnny and Bobby would play it._'

Ulrich just gave Peter a look before Jeremy spoke up. "It's not… The monsters in Lyoko have the same symbol that was on my computer before my robots attacked me."

"Wait, what?" This was new to Peter.

Jeremy nodded. "Yeah, my robots were just programmed to fetch a ball not attack me."

"So whatever wants to kill Mia wants to kill you as well?" Ulrich asked deciding to just go with it because he was getting a headache.

"That's what it seems like." Jeremy said with a nod.

"If that's true Belpois then why not shut it down?" Ulrich asked seeing how this could go wrong if Jeremy keeps going. "It would be better of shutdown rather than someone dying."

"I will… But first I want to help Mia and understand what she's doing on Lyoko." Jeremy said making Peter's eyes widened.

'_Oh no._'

"Say what?" Ulrich asked in another tone of disbelief, but this time it was because of what Jeremy's choice was.

"I do and if I'm right we can materialize her right here on Earth!"

No sooner did Jeremy say that did Peter's science side look interested. "Materialize? You're serious?"

Jeremy nodded while Ulrich scoffed. "What makes you think you can?"

"You'll see Stern." With that Jeremy had them follow him downstairs to see three pods.

"What's all this?" Ulrich asked confused as he saw the wires from each pod go through the ceiling where the Supercomputer was.

"Scanners." Jeremy touched on with a smile. "I still haven't found the program to bring Mia back to Earth, but I dug up one that allows a person to be scanned and sent to Lyoko. In fact, the Supercomputer analyzes your molecular structure through these cabins, and breaks down your atoms before digitalizing them and they create a digital incarnation in the Virtual World!"

Ulrich raised an eyebrow feeling lost. "In English?"

Peter sighed and explained for Jeremy. "In other words, you are transported into the Virtual World."

Jeremy looked at Peter. "You understand Science?"

"Back home I was one of the brightest students." Peter explained with a smile while Ulrich sighed.

"Guys they don't exist!" Ulrich argued trying to deny what was in front of him.

"Just go with it." Peter said with a shrug.

"You still don't want to believe me." Jeremy sighed in annoyance while Ulrich rubbed the back of his head.

"I would love to but virtualization is straight out of science fiction." Ulrich looked at Jeremy who smiled.

"Why don't we test it out?" Jeremy offered. "That way you can see for yourself, but we're going to need a guinea pig."

Ulrich smirked. "I have one." He took off. "I'll be right back."

Peter looked at the scanner after Ulrich left. "Do you honestly think this will work?" He finally asked after Ulrich left. "I'm not doubting you or anything because I've seen stranger things, but what kind of person would leave something in a factory where anyone could find it?"

"That's a good question but I'm 99% sure that it will work." Jeremy answered.

Peter raised an eyebrow. "99?" He asked. "What's the 1% for?"

"It not working."

"Okay then, test it on me." Peter suggested.

"What?!" Jeremy spun around quickly. "Are you crazy?"

"Maybe." Peter admitted because he did put on spandex and fought monsters. "But if the worst thing that can happen is it not working then I can deal with it."

"Why didn't you say something before Ulrich left?" Jeremy asked curiously.

Peter chuckled. "He may not believe in this much but I can see that he doesn't want to use human test subjects and I want to see what this virtual world is about." '_Plus with my powers I can defend myself just in case this program that wants to kill Jeremy wants to try anything._'

"You're sure?" Jeremy asked again in a worried tone but Peter nodded so he relented. "Let me get things set up."

While waiting Peter just looked at the scanner wondering if he should've brought his web shooters with him when Jeremy's voice came through the speakers. "_Okay I'm ready!_"

Peter nodded and walked into the scanner as it closed and lit up.

* * *

Jeremy raised an eyebrow as it scanned him saying that his DNA was messed with. "This is peculiar." He tried to look into it but it wouldn't let him. '_I'll come back to this later._' "Transfer Peter. Scanner Peter. Virtualization."

* * *

Inside of the computer Peter felt lightheaded before he fell to the ground with a thud to find himself in a forest. "**OW!**" He said shaking his head but he froze when he had eight different views of the area around him. "What the?!" Running to a nearby stream Peter looked at his reflection and nearly screamed.

His face was normal if you didn't count the eight red eyes and pincers coming out of his mouth. He wore a black skin tight suit with six arms four of them had claws while the middle ones were normal and he had a white spider symbol on his chest.

"**JEREMY! WHAT DID THIS THING DO TO ME?!**" Peter shouted before sighing because Jeremy probably didn't hear him which made him jump when he heard a reply.

"_I don't know._" Jeremy's voice came out of nowhere. "_This is the virtual incarnation that was chosen for you. But you should be back to normal when you leave._"

"Should be?"

"_I wouldn't worry about it._" Jeremy answered. "_But this is fascinating._"

"Oh, I'm so glad that you find this interesting." Peter sarcastically said but Jeremy didn't reply. "Jeremy?"

"_Shh! Ulrich's coming back._"

"Crap… Tell him I went to the bathroom." Peter told him as he took off running through the forest trying to get used to having eight different eyes that blinked… It was bizarre.

* * *

"I got the mutt in the scanner." Ulrich said as he approached Jeremy before he saw a brown haired boy missing. "Where's Peter?"

"Oh, he went to the bathroom." Jeremy said quickly causing Ulrich's eyebrow to go up.

"There's a bathroom here?"

"No and I never had to go when I got here so I don't know how long he'll be." Jeremy said as he continued to type.

* * *

Odd managed to make it to the scanner room after chasing Ulrich to the factory for taking his dog Kiwi. "Those things look like Coffins." He observed while Sissi was behind him as she followed him because Ulrich was late to meet her earlier.

"You're right, maybe this is a tomb of an Egyptian Pharaoh." Sissi remarked making Odd's eye twitch.

'_Egyptian Pharaoh?_' He thought in confusion. '_In France? She needs to get out more._'

Shaking his head Odd approached the scanner to see Kiwi. "There you are boy!" He got in to grab him but the dog moved right as the scanner closed on Odd. "Oh boy."

"**YOU'RE GOING TO GET MUMMIFIED!**" Sissi yelled in horror.

* * *

"Transfer Guinea Pig. Scanner Guinea Pig-." Jeremy's eyebrow rose when he saw the digital incarnation. "That's a weird looking dog."

Ulrich looked over Jeremy's shoulder only to freeze. "That's not the dog that's Odd Della Robbia, my roommate!"

On hearing that Jeremy panicked. "I don't know how to stop it!"

* * *

Peter looked up to see another form being digitalizing before falling to the floor.

"**OW!**" Odd cried out as he hit the floor only to look around. "W-Where am I?" He asked before looking down to see that he was in a purple cat costume with cat paws and a swishing tail. Plus his hair was spiked to go straight up. "And why am I dressed like a giant cat?"

"Be thankful you're just dressed up as a cat." Peter said as Odd looked at him only to jump back in shock. "Nice to meet ya I'm Peter Parker."

"Odd Della Robbia." Odd shook his hand… Well one of his hands. "So you got in here too?"

"I volunteered for this after Ulrich left." Peter shrugged. "But I'm still trying to get used to the extra eyes… And the pincers."

"_Odd?_" Jeremy's voice spoke up causing Odd to jump.

"Who's there?" He spun around looking for the source of the voice. "Is this a joke? It looks like the arena for Battle One Ninja Fighters Three!"

"_It's Jeremy Belpois and you're in a virtual world known as Lyoko._" Jeremy answered.

"Welcome to the digitalized age Odd." Peter joked before something slammed into his back causing him to hiss in pain.

"Uh Jeremy there are these weird cockroaches that just fired a laser beam at Peter." Odd said as he backed up. "Is that normal."

"_Yeah._"

"Oh great then no worries." Odd relaxed as two more came out of nowhere.

"No worries my spinnerets." Peter muttered as looked at them and to him these monsters looked like potatoes with legs and they had a weird eye like symbol on their face.

"_That's not what I meant, you two have to get out of there._" Jeremy answered.

"Ulrich! Odd and Peter need help." Jeremy shouted down to the scanner room.

"Peter? When did he go to Lyoko?!" Ulrich shouted back.

After a few seconds of silence Jeremy answered. "… He volunteered even after I explained the dangers."

'_This kid is suicidal._' "Can you transport Sissi and I there?" Ulrich asked him.

"I can try." Jeremy answered honestly.

"Uh, transport us to where?" Sissi asked cautiously.

Ulrich smirked. "To a virtual world where monsters want to eat you, you always said that you wanted to go out with me so now's your chance." He said knowing her answer.

Sissi coughed. "N-No thanks, I prefer real world." She tried to pass it off like she wasn't scared as Ulrich got into a scanner. "Plus, I could miss cheerleading practice tomorrow morning."

"Whatever you say chicken." Ulrich joked. "I'm ready Jeremy."

"All right." The Scanner closed as Jeremy began the procedure. "Transfer Ulrich. Scanner Ulrich. Virtualization."

* * *

Odd and Peter were running from the potato monsters when Jeremy's voice came up. "Ulrich's on his way."

"Great I was getting lonely here." Odd joked making Peter look at him.

"Oh, so I'm not good company?" He asked in a joking matter.

"You are but I want to see what he'll look like." Odd said as Ulrich's virtual avatar came into focus before he crash landed.

"**OW!**" Ulrich got up for them to see that he was in a black and yellow Samurai outfit with a sword on his side which he pulled out. "This sword rocks."

"Hey that's no fair!" Odd complained, "How come he looks so much cooler than me?!"

Jeremy thought about it, "_I don't know why maybe the computer just reads into your own subconscious desires and projects them onto your own digital creations?_"

'_So is this because I'm part spider?_' Peter thought as he looked at his extra arms again.

"I don't dream about giant purple cats!" Odd protested, "What's more I'd rather have a weapon like Ulrich but all I have are these great useless paws!" He clenched them while saying that shooting out an arrow head that barely missed Ulrich.

"Hey watch it!" Ulrich cried out.

Odd smirked, "Hm. These arrows are pretty cool I take back what I said!"

"_Try to hook up with Mia in the tower!_" Jeremy ordered before Sissi's voice came online.

* * *

"Who's this Mia?!" She asked loudly, "And what is this?!"

Jeremy looked over to see her in a red dress and was about to answer when an electric wire shot out of the ground and turned towards them causing them to scream.

Ulrich rolled his eyes before seeing Peter and he grimaced. "Something tells me my avatar was lucky."

Peter rolled all eight of his eyes. "Laugh it up Stern." He snarled. "Now come on let's go find Mia."

"Who elected you leader?" Ulrich challenged.

Peter glared at him. "No one I'm just following Jeremy's advice."

"Hey, isn't that the Tower that Jeremy was talking about?" Odd pointed far off for them to see a black and white tower that had a blue aura around it interrupting their argument.

Ulrich nodded before smirking at Danny. "Race ya!" He took off with Odd running after him yelling no fair.

"**THIS ISN'T A GAME!**" Peter tried to tell them as he ran awkwardly before he tripped and all eight of his limbs were moving simultaneously to improve his speed as he past them. "We need to be careful here!"

"Jeremy?" Ulrich called out ignoring Peter. "This is the right Tower right?"

But no answer came so Odd shrugged. "He must've left to take care of something."

Peter had a bad feeling. "Somehow I don't think that's the case Odd."

They made it to the tower where Odd leaned lazily against it. "What? No door?" He joked before letting out a yelp as he fell through, so Ulrich followed him and Peter did soon after, only to free fall through the tower and they were ejected from it, only in what looked like an arctic wasteland. "W-Where did the forest go?"

"I don't know." Peter muttered as he felt his spider sense starting to tingle. 'At least that power stayed with me.'

"Look." Ulrich pointed across the water to show another tower except this one was red. "Weird that this one is a different color."

Peter tapped Ulrich's shoulder. "What about those things?" He pointed to more monsters except they were blocks of dirt on crab legs.

"Yeah, they're weird too." Odd voiced as they started to get shot at.

"I think it's time to beat it!" Ulrich advised as they took off running from the block like creatures but Peter's spider sense went off only for him to be blasted and devirtualized. "**PETER!**" Ulrich shouted.

* * *

Peter panted as he fell to his knees in the scanner room. "That stung." He muttered feeling grateful that he was still alive only to hear Sissi screaming, so using his spider reflexes he quickly climbed the ladder to see a bunch of wires holding Jeremy about to electrocute him. "Hang on Jeremy!" Peter lunged at the wire before doing a midair side flip as it tried to electrocute him.

"Peter? Get out of here!" Jeremy cried out before Peter saw a sheet of metal so he grabbed it and used his enhanced strength to throw it right through the wires to free Jeremy. "H-How did you do that?"

'_Crap._' Peter chuckled as he rubbed the back of his head. "I took gymnastics as a kid." He lied.

* * *

After Peter was devirtualized Odd and Ulrich were surrounded by the blocks so Ulrich took his sword out and deflected some shots while Odd was weaving his way around them. "How do we beat these things?" Ulrich asked because he tried to slice them up but they were resistant to his sword.

"Don't know." Odd looked at him. "You wouldn't happen to know how many life points we have do you-?" He was cut off as he was blasted and devirtualized.

"**ODD!**" Ulrich ran forward stabbing the block in the eye like symbol making it explode. '_Of course the eye-._' "**UGH!**" Now Ulrich was shot and devirtualized.

* * *

Back in the scanner room both Odd and Ulrich were on the floor. "We're alive?" Ulrich asked in shock while Odd panted.

"Alive? Well, if you say so." Odd said in pain before they climbed up to see the destroyed wires. "What happened here?"

"Nothing much." Peter said before Mia came up on the screen.

"Is everything okay on your side?" Mia asked in concern.

"Well, we're a little shaken up but it could've been worse." Jeremy smiled.

Peter sighed as he leaned against the wall hoping that this whole ordeal was over but it was just beginning.

**To Be Continued…**

** Okay, I hope that you like this chapter and I promised that the next one will come soon!**


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